Ned N. Fleming IV - 04 Nov 2025 Form 4 Insider Report for Construction Partners, Inc. (ROAD)

Signature
/s/ Ned N. Fleming, IV
Issuer symbol
ROAD
Transactions as of
04 Nov 2025
Transactions value $
$0
Form type
4
Filing time
06 Nov 2025, 18:12:24 UTC
Previous filing
21 Oct 2025
Next filing
20 Nov 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Fleming Ned N. IV Member of 10% owner group 5420 LBJ FREEWAY, SUITE 1000, DALLAS /s/ Ned N. Fleming, IV 06 Nov 2025 0001987592

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ROAD Class A Common Stock Award $0 +1.43K +3.44% $0.00 43K 04 Nov 2025 Direct F1, F2
transaction ROAD Class A Common Stock Award $0 +3.14K +7.3% $0.00 46.1K 04 Nov 2025 Direct F2, F3
holding ROAD Class A Common Stock 9.33K 04 Nov 2025 By Tar Frog Investment Management LLC F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding ROAD Class B Common Stock 101K 04 Nov 2025 Class A Common Stock 101K Direct F5
holding ROAD Class B Common Stock 241K 04 Nov 2025 Class A Common Stock 241K By the Ned N. Fleming, IV 2013 Trust F5, F6
holding ROAD Class B Common Stock 141K 04 Nov 2025 Class A Common Stock 141K By Tar Frog Investment Management LLC F4, F5
holding ROAD Restricted Stock Units 1.36K 04 Nov 2025 Class A Common Stock 1.36K Direct F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported transaction represents a grant of restricted shares of Class A common stock, par value $0.001 ("Class A common stock"), of Construction Partners, Inc. (the "Issuer") with time-based vesting criteria under the Construction Partners, Inc. 2018 Equity Incentive Plan (the "Plan"). The shares of Class A common stock subject to the reported award vest in one-fourth installments on September 30, 2026, 2027, 2028 and 2029. Under the terms of the award agreement, the reporting person has sole voting power with respect to the shares.
F2 Includes 3,461 restricted shares of Class A common stock with time-based vesting criteria previously granted under the Plan that vest as follows: (i) 1,584 shares on September 30, 2026, (ii) 913 shares on September 30, 2027, (iii) 607 shares on September 30, 2028, and (iv) 357 shares on September 30, 2029. Under the terms of the respective award agreements, the reporting person has sole voting power with respect to the reported shares.
F3 The reported transaction represents the issuance of shares of Class A common stock in settlement of performance-based restricted stock units ("PSUs") previously granted to the reporting person under the Plan. The PSUs vested in a single lump-sum based on the satisfaction by the Issuer of certain performance criteria for the three-year period comprising the fiscal years ended September 30, 2023, 2024 and 2025.
F4 The reported shares are held by a limited liability company for which the reporting person serves as co-manager, and, in such capacity, shares the power to vote and direct the disposition of the shares.
F5 Each share of Class B common stock, par value $0.001, of the Issuer ("Class B common stock") is convertible into one share of Class A common stock (i) at any time at the option of the holder or (ii) upon any transfer, except for certain transfers described in the Issuer's amended and restated certificate of incorporation. In addition, upon the election of the holders of a majority of the then-outstanding shares of Class B common stock, all outstanding shares of Class B common stock will be converted into shares of Class A common stock. The holders of Class A common stock and Class B common stock vote as a single class on all matters submitted to a vote of stockholders. The holders of Class A common stock are entitled to one vote per share, and the holders of the Class B common stock are entitled to 10 votes per share. The shares of Class B common stock do not expire.
F6 The reported shares are owned directly by the Ned N. Fleming, IV 2013 Trust (the "Trust") and indirectly by Ned N. Fleming, IV as trustee of the Trust. Each of the Trust and Ned N. Fleming, IV are members of a 10% owner group of the Issuer.
F7 Each restricted stock unit ("RSU") represents a contingent right to receive cash in an amount equal to the value of one share of Class A common stock on the applicable vesting date. The RSUs do not expire.
F8 Includes 1,360 cash-settled RSUs with time-based vesting criteria previously granted under the Plan that vest as follows: (i) 554 RSUs on September 30, 2026, (ii) 556 RSUs on September 30, 2027, and (iii) 250 RSUs on September 30, 2028.